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About Vivian

Vivian Ouyang focuses on United States tax issues and has experience in a wide range of transactions, including mergers; acquisitions; divestitures; joint ventures; financing transactions; and cross-border transactions, with a particular emphasis in the energy sector. She also has experience in capital markets transactions, traditional and structured financial products, and power sector REIT (real estate investment trust).

Vivian represents private equity funds in their acquisitions, joint ventures and dispositions, and public and private corporations in their equity and debt financing, tax free reorganizations, spin offs and taxable mergers and acquisitions. She also represents banks and private investment funds in their financing transactions including project finance.

Vivian also has experience representing both creditors and distressed companies in workouts, restructuring and bankruptcy. She has represented clients in the energy, technology, real estate, financial and other industries. Within the energy sector, her experience includes oil and gas assets, renewable energy assets, traditional gas and coal fired power plants, transmission assets, and regulated utilities.


Recent Notable Matters

Talen Energy Corporation — $189 million sale of Interstate Energy Company LLC, the owner of a natural gas and oil pipeline located in Pennsylvania, to Adelphia Gateway, LLC, a subsidiary of New Jersey Resources Corporation

Noble Energy, Inc. — sale of 30,200 net acres in the DJ Basin in Weld County, Colorado to SRC Energy Inc. for $608 million

Hydro One Limited — $5.3 billion acquisition of Avista Corporation in an all-cash transaction, establishing one of North America’s largest regulated electricity and natural gas businesses with more than $25.4 billion in combined assets

Enbridge Gas Distribution Inc. — $70 million sale of St. Lawrence Gas Company, Inc. and its subsidiaries to Liberty Utilities Co., a wholly owned subsidiary of Algonquin Power & Utilities Corp.

Great Plains Energy Inc. — revised stock-for-stock merger of equals transaction with Westar Energy, Inc., creating a company with a combined equity value of approximately $14 billion, and with nearly 13,000 MW of generation capacity and more than 51,000 miles of distribution lines

Talen Energy Corporation — $189 million sale of Interstate Energy Company LLC, the owner of a natural gas and oil pipeline located in Pennsylvania, to Adelphia Gateway, LLC, a subsidiary of New Jersey Resources Corporation

Parsley Energy Inc. — $2.8 billion acquisition of certain entities holding undeveloped acreage and producing oil and gas properties in the core of the Midland Basin from Double Eagle Energy Permian LLC and certain of its affiliates consisting of approximately $1.4 billion in cash and approximately 39.8 million units of Parsley Energy

HPS Investment Partners, LLC — Bayou City Energy’s additional preferred stock investment in an HPS portfolio company, High Mesa, Inc., the parent of Alta Mesa Holdings, LP. This additional investment follows Bayou City Energy’s initial investment in High Mesa, Inc. in the fourth quarter of 2016.

HPS Investment Partners, LLC — Kingfisher Midstream’s expansion of its natural gas gathering and processing system and crude oil gathering system in Oklahoma’s STACK play

Phillips 66 Partners LP — 50/50 joint venture with Plains All American Pipeline to own and operate the STACK Pipeline, which will transport crude oil from Oklahoma’s STACK play to Cushing, Oklahoma

Integrys Energy Group, Inc. — sale of Integrys Energy Services Inc., a competitive retail electricity and natural gas subsidiary, to Exelon Corporation for $60 million

Optim Energy LLC — Chapter 11 proceedings, including the $126 million sale in a bankruptcy auction of the 305 MW coal-fired Twin Oaks Plant to a unit of Blackstone Group LP and the confirmation of a plan of reorganization for its other operational power plants

Phillips 66 — $210 million acquisition of all the outstanding stock and option in Spectrum Corporation, based in Memphis, Tennessee, from Dominus Capital LP and other shareholders

Apache Corporation — $1.4 billion sale of approximately 90,000 net acres in southern Louisiana and 115,000 net acres in the Anadarko Basin to Tapstone Energy

Sovereign wealth fund — co-investment of approximately $75 million with another private equity fund into an upstream oil and gas company

Private equity fund — $350 million investment of debt and equity instrument into an upstream oil and gas company

Apache Corporation — $800 million sale of its oil and gas business in Argentina to YPF S.A.

Integrys Energy Group, Inc. — Chicago-based utility holding company, in the sale of all of the stock of Upper Peninsula Power Company (UPPCO) to Balfour Beatty Infrastructure Partners LP

Phillips 66 — exchange of Phillips Specialty Products Inc. to Berkshire Hathaway Inc. for shares of Phillips 66 stock held by Berkshire Hathaway affiliates, valued at approximately $1.4 billion

Alinda Capital Partners — acquisition of a 50 percent interest in the entity that owns the general partner of Martin Midstream Partners L.P.

EPL Oil & Gas, Inc. — purchase oil and natural gas assets in the shallow-water central Gulf of Mexico from Nexen Petroleum Offshore U.S.A. Inc. for $70.4 million

Apache Corporation — $3.75 billion divestiture of its Gulf of Mexico Outer Continental Shelf business, including an innovative collateral arrangement to secure the performance by the buyer of $2 billion of abandonment exposure

Private equity fund — $168 million purchase of power assets from Ameren Energy Medina Valley Cogen L.L.C.

Chesapeake Energy Corporation — $245 million sale of its Granite Wash Midstream assets to MarkWest Oklahoma Gas Company, LLC

Chesapeake Energy Corporation — $300 million sale of its interest in Mid-America Midstream Gas Services, LLC to SemGas, L.P.

Chesapeake Energy Corporation — sale of its Midstream Assets to Access Midstream Partners, L.P. for approximately $2.16 billion; assets located primarily in the company’s Marcellus, Utica, Eagle Ford, Haynesville, and Niobrara shale plays

Publications and Speeches

“Renewable Energy Tax Incentives – Potential Clues to the Future,” Tax Notes, February 2017

“IRS Notice Expands the Safe Harbor for Claiming Production Tax Credits,” Renewable Energy World, July 2016.

“Hidden Tax Dangers: Tax Consequences in Oil and Gas Restructuring,” Oil & Gas Financial Journal, December 2015.

“Super-Charged Energy IPO,” Oil & Gas Investor, November 2014.

“Funding Energy Infrastructure,” Oil & Gas Financial Journal, December 2013.



Columbia Law School,
Princeton University,
Beijing University,

Bar Admissions

New York


Mandarin Chinese


New York State Bar Association



IRS Notice Expands the Safe Harbor for Claiming Production Tax Credits

August 2, 2016
Renewable Energy World North America

Hidden Tax Dangers

December 14, 2015
Oil & Gas Financial Journal

Deal of the Week: $235 Million Energy Deal

October 9, 2014
Texas Lawyer - Houston Bureau

Munger Tolles Helps Buffett End 2013 With One More Deal

December 31, 2013
American Lawyer - Online

Funding Energy Infrastructure

December 12, 2013
Oil & Gas Financial Journal - Online



Prepaid Power Contracts

February 28, 2018

Tax Reform: Renewable Energy

January 25, 2018

Liam Donovan and Vivian Ouyang, members of Bracewell’s Tax Group, tackle the topic of Renewable Energy Credits in this presentation. They will discuss the outlook for energy credits and changes in the business tax regime impacting the value of energy credits.

Renewable Energy Tax Incentives – Potential Clues To An Uncertain Future

January 17, 2017

BACKGROUND After President Obama was sworn into office, the renewable energy industry saw a boom in temporary tax incentives with the passage of the American Recovery and Reinvestment Tax Act of 2009. Almost 8 years later, the fate of renewable energy tax incentives under the Trump administration is uncertain. Trump’s transition team, his advisors, and President-Elect Trump have given mixed signals on their views on tax incentives for renewable energy. While some advisors have indicated that the credits will remain in place, others have called for a full repeal. Trump himself has reportedly...

IRS Updates Guidance on the Beginning of Construction Rule for Renewable Energy Production Tax Credits

May 13, 2016

On May 5, 2016, the Internal Revenue Service ("IRS") released Notice 2016-31 (the "Notice"). The Notice updates previous IRS guidance on satisfying the "beginning of construction" requirement for renewable energy facilities to qualify for the renewable energy production tax credits (the "PTC"), reflecting the extensions under the Protecting Americans from Tax Hikes Act of 2015 (the "PATH Act") of the "beginning of construction" date for renewable energy facilities to qualify for PTC. The Notice (i) extends and modifies the "continuity safe harbor" period in which a facility has to be placed...